Common use of Issuance of Certificates Clause in Contracts

Issuance of Certificates. Upon the exercise of the Warrants, certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued forthwith (and in any event such issuance shall be made within five business days) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 10 contracts

Samples: Warrant Agreement (Home Director Inc), Warrant Agreement (Home Director Inc), Warrant Agreement (Home Director Inc)

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Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares underlying the Warrants (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 9 contracts

Samples: Representatives' Warrant Agreement (Flanders Corp), Registration and Warrant Agreement (International Isotopes Inc), Qualified Independent Underwriter's Warrant Agreement (Emerging Growth Acquisition Corp I)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, the Shares purchased shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Article 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Shares shall be executed on behalf of the Company by the manual or facsimile signature of the then present or any future Chairman or Vice Chairman of the Board of Directors Directors, Chief Executive Officer or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present or any future Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Upon exercise, in part or in whole, of the Warrants, certificates representing the Shares shall bear a legend substantially similar to the following: "The securities represented by this certificate have not been registered for purposes of public distribution under the Securities Act of 1933, as amended (the "Act"), and may not be offered or sold except (i) pursuant to an effective registration statement under the Act, (ii) to the extent applicable, pursuant to Rule 144 under the Act (or any similar rule under such Act relating to the disposition of securities), or (iii) upon the delivery by the holder to the Company of an opinion of counsel, reasonably satisfactory to counsel to the Company, stating that an exemption from registration under such Act is available."

Appears in 8 contracts

Samples: Warrant Agreement (Network 1 Security Solutions Inc), Warrant Agreement (Golf One Industries Inc), Warrant Agreement (E Cruiter Com Inc)

Issuance of Certificates. Upon the exercise of the Warrants and/or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 8 contracts

Samples: Underwriters's Unit Purchase Option or Warrant Agreement (Gen Trak Inc), Warrant Agreement (General Credit Corp), Underwriter's Warrant Agreement (Oregon Baking Co Dba Marsee Baking)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section SECTIONS 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares underlying the Warrants (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 8 contracts

Samples: Advisor's Warrant Agreement (Netspeak Corp), Gilford Securities Incorporated (Perficient Inc), Warrant Agreement (Skymall Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Representative's Securities or other securities, properties or rights underlying such WarrantsRepresentative's Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or Representative's Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Representative's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 8 contracts

Samples: Warrant Agreement (Harvey Electronics Inc), Warrant Agreement (Entropin Inc), Warrant Agreement (Outlook Sports Technology Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock and Redeemable Warrants or other securities, properties or rights underlying such Warrants, and upon the exercise of the Redeemable Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Redeemable Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or and the Redeemable Warrants underlying the Warrants and the shares of Common Stock underlying each Redeemable Warrant or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 7 contracts

Samples: Warrant Agreement (Lasik America Inc), Warrant Agreement (Innopet Brands Corp), Warrant Agreement (Lasik America Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the ------------------------ issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 6 and 8 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 7 contracts

Samples: Warrant Agreement (Aviation Group Inc), Warrant Agreement (Aviation Group Inc), Warrant Agreement (Aviation Group Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriter's Securities or other securities, properties or rights underlying such WarrantsUnderwriter's Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriter's Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 6 contracts

Samples: Warrant Agreement (Able Energy Inc), Warrant Agreement (Esafetyworld Inc), Warrant Agreement (Weststar Environmental Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrants and payment of the Purchase Price therefor, the issuance of certificates for representing the shares of Common Stock or other securities, properties or rights underlying such WarrantsWarrants issuable upon exercise thereof, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock or Warrants (and/or and such other securities, property or rights as may be represented by certificates) issuable upon exercise of the Warrants) thereof shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or Directors, Chief Executive Officer, President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transferin lieu of mutilated, lost, stolen or destroyed Underwriter's Warrant Certificates.

Appears in 5 contracts

Samples: Andrew Alexander (Protosource Corp), S Warrant Agreement (Protosource Corp), S Warrant Agreement (Protosource Corp)

Issuance of Certificates. Upon the exercise of the Underwriter's Warrants, the issuance of certificates for shares of Common Stock the Shares or other securities, properties or rights underlying such Underwriter's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Underwriter and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights Shares issuable upon exercise of the Warrants) Underwriter's Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. The Underwriter's Warrant Certificates shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Shares issuable upon exercise of the Underwriter's Warrant shall be identical in form to those issued in connection with the Public Offering.

Appears in 5 contracts

Samples: 'S Warrant Agreement (Pacifichealth Laboratories Inc), Underwriter's Warrant Agreement (Pacifichealth Laboratories Inc), Warrant Agreement (Jeremys Microbatch Ice Creams Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 5 contracts

Samples: Warrant Agreement (Popmail Com Inc), Warrant Agreement (C3d Inc), Warrant Agreement (Suncoast Naturals Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying for which such Warrants, Warrants were exercised shall be issued forthwith made promptly (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in with respect of to the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 6 and 8 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in with respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of Shares underlying the Warrants) Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Secretary Treasurer or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Common Stock issuable upon exercise of the Warrants shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price.

Appears in 5 contracts

Samples: Warrant Agreement (Sunhawk Com Corp), Warrant Agreement (Sunhawk Com Corp), Warrant Agreement (Sunhawk Com Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors Directors, Chief Executive Officer or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 4 contracts

Samples: Placement Agent Warrant Agreement (Armada Water Assets Inc), Placement Agent Warrant Agreement (Armada Water Assets Inc), Placement Agent Warrant Agreement (Armada Water Assets Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, the Shares shall be issued made forthwith (and in any event such issuance shall be made within five three business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Article 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Shares shall be executed on behalf of the Company by the manual or facsimile signature of the then present or any future Chairman or Vice Chairman of the Board of Directors or Chief Executive Officer, President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present or any future Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. The Warrant Certificates and, upon exercise of the Warrants, in part or in whole, certificates representing the Shares shall bear a legend substantially similar to the following: "The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended (the "Act"), and may not be offered or sold except (i) pursuant to an effective registration statement under the Act, (ii) to the extent applicable, pursuant to Rule 144 under the Act (or any similar rule under such Act relating to the disposition of securities), or (iii) upon the delivery by the holder to the Company of an opinion of counsel, reasonably satisfactory to counsel to the Company, stating that an exemption from registration under such Act is available."

Appears in 4 contracts

Samples: Warrant Agreement (Commonwealth Associates), Warrant Agreement (Commonwealth Associates), Warrant Agreement (Commonwealth Associates)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Warrant, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Representative's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable issued upon exercise of the Warrants) Representative's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representative's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 4 contracts

Samples: S Warrant Agreement (Casull Arms Corp), S Warrant Agreement (Casull Arms Corp), 'S Warrant Agreement (Alaron Com Holding Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Class A Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section SECTIONS 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Class A Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Class A Common Stock shall be dated as of the Notice Date (regardless of when executed or delivered) and dividend bearing securities so issued shall accrue dividends from the Notice Date.

Appears in 4 contracts

Samples: Warrant Agreement (Vaso Active Pharmaceuticals Inc), Warrant Agreement (Vaso Active Pharmaceuticals Inc), Warrant Agreement (Vaso Active Pharmaceuticals Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder Holders thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder Holders thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holders, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares underlying the Warrants (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 4 contracts

Samples: Warrant Agreement (Prestige Cosmetics Corp), Warrant Agreement (Spectrascience Inc), Warrant Agreement (Dynacs Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriters' Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriters' Securities or other securities, properties or rights underlying such WarrantsUnderwriters' Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriters' Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriters' Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Underwriters' Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 4 contracts

Samples: Warrant Agreement (Urban Cool Network Inc), Warrant Agreement (Go2pharmacy Com Inc), Warrant Agreement (Eonnet Media Inc)

Issuance of Certificates. Upon the exercise of the Representative's Warrants or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or other securities, properties or rights underlying such Warrantsas applicable, shall be issued made forthwith (and in any event such issuance shall be made within five three business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Articles 5 hereofand 7) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants) as applicable, shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President Chairman or Vice President Chairman of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 4 contracts

Samples: S Warrant Agreement (U S Remodelers Inc), S Warrant Agreement (U S Remodelers Inc), S Warrant Agreement (U S Remodelers Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Underwriter's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business days) without days thereafter)without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes, which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Underwriter's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Underwriter's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 3 contracts

Samples: Warrant Agreement (Rollerball International Inc), Warrant Agreement (Rollerball International Inc), Warrant Agreement (Rollerball International Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 3 contracts

Samples: Warrant Agreement (Igx Corp/De), ' Warrant Agreement (National Medical Health Card Systems Inc), Infocure Corp

Issuance of Certificates. Upon the exercise of the WarrantsRepresentatives' Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Representatives' Securities or other securities, properties or rights underlying such WarrantsRepresentatives' Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representatives' Warrant Certificates and the certificates representing the shares of Common Stock (and/or Representatives' Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Representatives' Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 3 contracts

Samples: Warrant Agreement (Westlink Resources LTD), Warrant Agreement (Westlink Resources LTD), Warrant Agreement (Westlink Resources LTD)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Class B Common Stock or other securities, properties or rights underlying such Warrants, shall be issued forthwith made promptly (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Class B Common Stock (and/or other securities, property or rights issuable issued upon exercise of the Warrants) thereof shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Class B Common Stock shall be dated as of the Notice Date (regardless of when executed or delivered).

Appears in 3 contracts

Samples: Warrant Agreement (Marchex Inc), Warrant Agreement (Marchex Inc), Warrant Agreement (Marchex Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 3 contracts

Samples: Underwriter's Warrant Agreement (Precis Smart Card Systems Inc), Underwriter's Warrant Agreement (Cropking Inc), Underwriter's Warrant Agreement (Precis Smart Card Systems Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Unit Warrant, the issuance of certificates for shares of Common Stock the Underwriter's Warrants and Underwriter's Shares or other securities, properties or rights underlying such Warrants, Underwriter's Unit Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Underwriter and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates Underwriter's Unit Warrants and the certificates representing the shares of Common Stock (and/or other securities, property or rights Underwriter's Warrants and Underwriter's Shares issuable upon exercise of the Warrants) Underwriter's Unit Warrant shall be executed on behalf of the Company by in the manual or facsimile signature of same manner as the then present Chairman or Vice Chairman of certificates for the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the CompanyOffered Shares and Offered Warrants. Warrant Certificates The Underwriter's Unit Warrants shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Underwriter's Shares and Underwriter's Warrants issuable upon exercise of the Underwriter's Unit Warrants shall be identical in form and substance to the Offered Shares and Offered Warrants, including the terms of redemption for the Offered Warrants sold to the public.

Appears in 3 contracts

Samples: Unit Warrant Agreement (Flight Safety Technologies Inc), Warrant Agreement (Vitacube Systems Holdings Inc), Underwriter's Unit Warrant Agreement (Flight Safety Technologies Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrants and payment of the Purchase Price therefor, the issuance of certificates for representing the shares of Common Stock or other securities, properties or rights underlying such Warrants, and Warrants issuable upon exercise thereof shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock and Warrants (and/or and such other securities, property or rights as may be represented by certificates) issuable upon exercise of the Warrants) thereof shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or Directors, Chief Executive Officer, President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transferin lieu of mutilated, lost, stolen or destroyed Underwriter's Warrant Certificates.

Appears in 3 contracts

Samples: And (Protosource Corp), S Warrant Agreement (Protosource Corp), And (Protosource Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock Shares or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or Shares or other securities, property or rights issuable issued upon exercise of the Warrants) Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President Chief Executive Officer of the Company under its corporate seal reproduced thereon, and attested to by the manual or facsimile signature of the then present Secretary or Assistant any assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 3 contracts

Samples: Warrant Agreement (Alaska Apollo Resources Inc), Warrant Agreement (Alaska Apollo Resources Inc), Warrant Agreement (Alaska Apollo Resources Inc)

Issuance of Certificates. Upon the exercise of the Warrants, certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued forthwith (and in any event such issuance shall be made within five business days) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVER, however that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 3 contracts

Samples: Warrant Agreement (Home Director Inc), Warrant Agreement (Home Director Inc), Warrant Agreement (Home Director Inc)

Issuance of Certificates. Upon the exercise of the Representative's Warrants, the issuance of certificates for shares of Common Stock or other securities, properties property or rights underlying such Representative's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which that may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or and other securities, property or rights issuable upon the exercise of the Representative's Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates and certificates representing the shares of Common Stock shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Apollo Biopharmaceutics Inc), Warrant Agreement (Us Golf & Entertainment Inc)

Issuance of Certificates. Upon the exercise of the Representative Warrants and/or the Underlying Warrants, the issuance of certificates for shares of Common Stock or the Warrant Securities and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 6 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (Warrant Securities and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, and attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Representative's Warrant Agreement (2connect Express Inc), Representative's Warrant Agreement (2connect Express Inc)

Issuance of Certificates. Upon Certificates for the exercise Warrant Units, representing the aggregate number of the Warrants, certificates for shares of Common Stock or other securities, properties or rights underlying such WarrantsUnits specified in said Exercise Agreement, shall be issued forthwith (and in any event such issuance shall be made within five business days) without charge delivered to the Holder thereof includingwithin a reasonable time, without limitationnot exceeding five (5) business days, any tax which after the rights represented by this Warrant shall have been so exercised. The Unit certificate or certificates so delivered shall be in such denominations as may be payable requested by the holder hereof and shall be registered in respect the name of the issuance thereof, and said Holder or such certificates other name as shall be designated by said Holder (subject to the provisions transfer restrictions applicable to this Warrant and to Units purchased upon exercise of Section 5 hereof) be issued this Warrant). If this Warrant shall have been exercised only in the name ofpart, or in such names as may be directed bythen, unless this Warrant has expired, the Holder thereof; PROVIDEDCompany shall, HOWEVERat its expense, that at the time of delivery of said Unit certificates(s), deliver to said holder a new Warrant representing the right to purchase the number of Units with respect to which this Warrant shall not then have been exercised. The Company shall not pay all expenses and charges payable in connection with the preparation, execution and delivery of Unit certificates (and any new Warrants) pursuant to this paragraph 2 except that, in case such Unit certificates shall be required registered in a name or names other than the Holder of this Warrant or such Holder’s nominee, funds sufficient to pay any tax all Unit transfer taxes which may shall be payable in respect to any transfer involved in connection with the issuance execution and delivery of any such Unit certificates in a name other than that of shall be paid by the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company at the amount time of delivery of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the Unit certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transferas mentioned above.

Appears in 2 contracts

Samples: Form of Exercise Agreement (REG Newco, Inc.), Form of Exercise Agreement (Blackhawk Biofuels, LLC)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying common stock for which such Warrants, Warrants were exercised shall be issued forthwith made promptly (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in with respect of to the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in with respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of Warrant Securities underlying the Warrants) Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President Chief Executive Officer of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Secretary Treasurer or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of common stock issuable upon exercise of the Warrants shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price.

Appears in 2 contracts

Samples: 2004 Warrant Agreement (Sinofresh Healthcare Inc), 2003 Warrant Agreement (Sinofresh Healthcare Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 hereofand 7 of this Agreement) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which that may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (Shares and/or other securities, property or rights issuable upon exercise of the Warrants) Warrant Securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or Chief Executive Officer, President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Agent Warrant Agreement (Graymark Productions Inc), Agent Warrant Agreement (Graymark Productions Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the ------------------------ issuance of certificates for shares of Common Stock or Warrant Securities and/or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 6 and 8 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Warrant Securities (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Aviation Group Inc), Warrant Agreement (Aviation Group Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Unit Option Warrant, the issuance of certificates for shares of Common Stock the Unit Warrants and Unit Shares or other securities, properties or rights underlying such WarrantsUnderwriter's Unit Option Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Underwriter and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates Underwriter's Unit Option Warrants and the certificates representing the shares of Common Stock (and/or other securities, property or rights Unit Warrants and Unit Shares issuable upon exercise of the Warrants) Underwriter's Unit Option Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates The Underwriter's Unit Option Warrants shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Unit Warrants and Unit Shares issuable upon exercise of the Underwriter's Unit Option Warrants shall be identical in form to those issued in connection with the Public Offering.

Appears in 2 contracts

Samples: 'S Option Agreement (Ivideonow Inc), 99 Cent Stuff Inc

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five ten (10) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company HemaSure shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company HemaSure shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company HemaSure the amount of such tax or it shall be have established to the satisfaction of the Company HemaSure that such tax has been paid. The Warrant Certificates Certificate and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Shares shall be executed on behalf of the Company HemaSure by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Chief Executive Officer or Vice President of the Company HemaSure under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the CompanyHemaSure. The Warrant Certificates Certificate shall be dated the date of execution by the Company HemaSure upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Hemasure Inc), Warrant Agreement (Hemasure Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentatives' Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Representatives' Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes, which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representatives' Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Representatives' Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representatives' Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Audio Book Club Inc), Warrant Agreement (Audio Book Club Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Unit Purchase Option, the issuance of certificates for shares of Common Stock the Unit Warrants and Unit Shares or other securities, properties or rights underlying such WarrantsRepresentative's Unit Purchase Option, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Representative and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates Representative's Unit Purchase Option and the certificates representing the shares of Common Stock (and/or other securities, property or rights Unit Warrants and Unit Shares issuable upon exercise of the Warrants) Representative's Unit Purchase Option shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates The Representative's Unit Purchase Option shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Unit Warrants and Unit Shares issuable upon exercise of the Representative's Unit Purchase Options shall be identical in form and substance to those issued and sold to the public in connection with the Public Offering, including the terms of redemption for the Warrants.

Appears in 2 contracts

Samples: Option Agreement (HyperSpace Communications, Inc.), Option Agreement (HyperSpace Communications, Inc.)

Issuance of Certificates. Upon the exercise of the Representatives' Warrants, the issuance of certificates for shares of Common Preferred Stock or and/or other securities, properties or rights underlying such Representatives' Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Preferred Stock (and/or other securities, property or rights issuable upon the exercise of the Representatives' Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Underwriting Agreement (Awg LTD), Underwriting Agreement (Awg LTD)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock Warrant Shares or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 7 hereof) be issued in the name of, or in such names as may be directed ------- by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Warrant Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Common Stock Warrant Agreement (Medcross Inc), S Warrant Agreement (Medcross Inc)

Issuance of Certificates. Upon the exercise of the WarrantsPlacement Agent's Warrant, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Placement Agent's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Placement Agent's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable issued upon exercise of the Warrants) Placement Agent's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Placement Agent's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Casull Arms Corp), Warrant Agreement (Medical Technology Systems Inc /De/)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Bakers Footwear Group Inc), Warrant Agreement (Bakers Footwear Group Inc)

Issuance of Certificates. Upon the exercise of the Underwriter's Warrants, the issuance of certificates for shares of the Common Stock or other securities, properties or rights underlying such Underwriter's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Underwriter and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Underwriter's Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Underwriter's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Sportstrac Inc), Underwriter's Warrant Agreement (TTR Inc)

Issuance of Certificates. Upon the exercise of the Warrants and/or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Underwriter's Warrant Agreement (Busybox Com Inc), Underwriter's Warrant Agreement (N Gen Solutions Com Inc)

Issuance of Certificates. Upon the exercise of a Warrant, the Warrants, issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such WarrantsWarrant, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Netradio Corp), Warrant Agreement (Net Radio Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the ------------------------ issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five four (4) business daysdays thereafter) without charge to the Holder Holders thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder Holders thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holders, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Fairfield Communities Inc), Warrant Agreement (Fairfield Communities Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Underwriter's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes, which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Underwriter's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Underwriter's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Underwriter's Warrant Agreement (Infinite Technology Group LTD), Warrant Agreement (Art Renaissance Inc)

Issuance of Certificates. Upon the exercise of the Warrants or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or other securities, properties or rights underlying such Warrantsas applicable, shall be issued made forthwith (and in any event such issuance shall be made within five three business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Articles 5 hereofand 7) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants) as applicable, shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President Chairman or Vice President Chairman of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: S Warrant Agreement (800 Travel Systems Inc), Warrant Agreement (Pawnmart Inc)

Issuance of Certificates. Upon the exercise of the WarrantsWarrants and -------- -- ------------ payment of the Exercise Price therefor, the issuance of certificates for shares of the Common Stock Stock, Redeemable Warrants or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Trans Energy Inc), Warrant Agreement (Trans Energy Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrants and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriter's Securities or other securities, properties or rights underlying such Underwriter's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriter's Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 2 contracts

Samples: Room Plus Inc, Room Plus Inc

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for evidencing the shares of Common Stock or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing evidencing the shares of Common Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors Directors, or the President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or the Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Ifs International Inc), Warrant Agreement (Ifs International Inc)

Issuance of Certificates. Upon the exercise of the WarrantsWarrant, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock underlying the Warrant (and/or other securities, property or rights issuable upon the exercise of the WarrantsWarrant) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. The Warrant Certificates Certificate shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrant) shall be dated as of the Notice Date (regardless of when executed or delivered) and dividend bearing securities so issued shall accrue dividends from the Notice Date.

Appears in 2 contracts

Samples: Warrant Agreement (Amdiv Com Inc), Warrant Agreement (American Diversified Holdings Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the shares of Common Warrant Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Warrant Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors Directors, or the President or Vice President any executive officer of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or the Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Representative's Warrant Agreement (Source Information Management Co), Representative's Warrant Agreement (Source Information Management Co)

Issuance of Certificates. Upon the exercise of the Underwriter's Warrants, the issuance of certificates for shares of Common Stock the Shares or other securities, properties or rights underlying such Underwriter's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section SECTIONS 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Underwriter and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights Shares issuable upon exercise of the Warrants) Underwriter's Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. The Underwriter's Warrant Certificates shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Shares issuable upon exercise of the Underwriter's Warrant shall be identical in form to those issued in connection with the Public Offering.

Appears in 2 contracts

Samples: Underwriter's Warrant Agreement (Frost Hanna Capital Group Inc), Underwriter's Warrant Agreement (Frost Hanna Capital Group Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7.1 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (New West Eyeworks Inc), Warrant Agreement (New West Eyeworks Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates evidencing the shares of Common Stock and the Redeemable Warrants or other securities, properties or rights underlying such Warrants, and upon the exercise of the Redeemable Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Redeemable Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing evidencing the shares of Common Stock (and/or and the Redeemable Warrants or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors Directors, or the President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or the Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Chipcards Inc), Representative's Warrant Agreement (Paradise Music & Entertainment Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Warrant, the issuance of certificates for shares of Common Stock and/or Warrants or other securities, properties or rights underlying such Warrants, Representative's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or Warrants or other securities, property or rights issuable issued upon exercise of the Warrants) Representative's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representative's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Integrated Technology Usa Inc), Warrant Agreement (Thermoenergy Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five business days) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates Certificate and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Swmx, Inc.), Warrant Agreement (Swmx, Inc.)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and Underlying Warrants and other securities, properties or rights underlying such Warrants and, upon the exercise of the Underlying Warrants, the issuance of certificates for shares of Common Stock and other securities, properties or rights underlying such Underlying Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the Shares, Underlying Warrants and the shares of Common Stock underlying such Underlying Warrants (and/or and other securities, property or rights issuable upon the exercise of the Warrants or the Underlying Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Robotic Lasers Inc), Warrant Agreement (Genisys Reservation Systems Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Purchase Options, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, the Units shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Representative and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Representative's Purchase Option Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights Units issuable upon exercise of the Warrants) Representative's Purchase Options shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Representative's Purchase Option Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: 'S Purchase Option Agreement (Kids Stuff Inc), Representative's Purchase Option Agreement (Kids Stuff Inc)

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Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrants and payment of the Purchase Price therefor, the issuance of certificates for representing the shares of Common Stock or other securities, properties or rights underlying such Warrants, Warrants issuable upon exercise thereof shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock or Warrants (and/or and such other securities, property or rights as may be represented by certificates) issuable upon exercise of the Warrants) thereof shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or Directors, Chief Executive Officer, President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transferin lieu of mutilated, lost, stolen or destroyed Underwriter's Warrant Certificates.

Appears in 2 contracts

Samples: Warrant Agreement (Med Emerg International Inc), Warrant Agreement (Med Emerg International Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five ten business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by be the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Placement Agent Warrant Agreement (Zymetx Inc), Placement Agent Warrant Agreement (Zymetx Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Representative's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Representative's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representative's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Riviera Tool Co), Riviera Tool Co

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be dated as of the Notice Date (regardless of when executed or delivered) and dividend bearing securities so issued shall accrue dividends from the Notice Date.

Appears in 2 contracts

Samples: Warrant Agreement (Norton Motors International Inc), Ohs Draft (VCS Technologies Inc)

Issuance of Certificates. Upon the exercise of the WarrantsLead Investor’s Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Lead Investor’s Securities or other securities, properties or rights underlying such WarrantsLead Investor’s Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Lead Investor’s Warrant Certificates and the certificates representing the shares of Common Stock (and/or Lead Investor’s Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Lead Investor’s Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 2 contracts

Samples: And Restated Warrant Agreement (Xenomics Inc), Warrant and Put Option Agreement (Xenomics Inc)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriters' Warrants and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriters Securities or other securities, properties or rights underlying such Underwriters' Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVERprovided, however, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriters' Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriters Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Underwriters' Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Rockwell Medical Technologies Inc), Phoenix Preschool (Phoenix Preschool Holdings Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying for which such Warrants, Warrants were exercised shall be issued forthwith made promptly (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof thereof, including, without limitation, any stock transfer or similar tax which imposed by or through the Company that may be payable in with respect of to the issuance thereof, and such certificates shall (subject to the provisions of Section 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which that may be payable in with respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of Shares underlying the Warrants) Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Secretary Treasurer or Assistant Secretary of the Company. The Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Common Stock issuable upon exercise of the Warrants shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price in accordance with Section 3.1 or 3.2 hereof.

Appears in 2 contracts

Samples: 'S Warrant Agreement (Access Integrated Technologies Inc), Warrant Agreement (Access Integrated Technologies Inc)

Issuance of Certificates. Upon the exercise of the WarrantsRepresentative's Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Representative's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes, which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Representative's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representative's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Home Security International Inc), Warrant Agreement (Us Golf & Entertainment Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying for which such Warrants, Warrants were exercised shall be issued forthwith made promptly (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in with respect of to the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in with respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of Shares underlying the Warrants) Warrants shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Secretary Treasurer or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the shares of Common Stock issuable upon exercise of the Warrants shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price.

Appears in 2 contracts

Samples: Warrant Agreement (Sunhawk Com Corp), Sunhawk Com Corp

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 6 and 8 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 2 contracts

Samples: Warrant Agreement (Aviation Group Inc), Warrant Agreement (Aviation Group Inc)

Issuance of Certificates. Upon the exercise of the WarrantsFinancial Advisor's Warrant, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Financial Advisor's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Financial Advisor's Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable issued upon exercise of the Warrants) Financial Advisor's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Financial Advisor's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Medical Technology Systems Inc /De/)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and Redeemable Warrants and/or other securities, properties or rights underlying such Warrants and, upon the exercise of the Redeemable Warrants, the issuance of certificates for shares of Common Stock and/or other securities, properties or rights underlying such Redeemable Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock and the Redeemable Warrants underlying the Warrants and the shares of Common Stock underlying the Redeemable Warrants (and/or other securities, property or rights issuable upon the exercise of the Warrants or the Redeemable Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.,

Appears in 1 contract

Samples: Warrant Agreement (All Tech Investment Group Inc Et Al)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, the Shares shall be issued made forthwith (and in any event such issuance shall be made within five three business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of this Section 5 hereof4) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Shares shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman any future Chief Executive Officer, Chief Financial Officer or Chief Operating Officer of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present or any future Secretary or Assistant Secretary of the Company. Warrant Certificates representing the Shares shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Upon exercise, in part or in whole, of the Warrants, certificates representing the Shares (the "WARRANT SECURITIES"), shall bear a legend substantially similar to the following: "The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended (the "ACT"), nor any state securities laws and may not be offered or sold except (I) pursuant to an effective registration statement under the Act and applicable state securities laws, (II) to the extent applicable, pursuant to Rule 144 under the Act (or any similar rule under such Act relating to the disposition of securities) or (III) upon the delivery by the holder to the Company of an opinion of counsel, reasonably satisfactory to counsel to the issuer, stating that an exemption from registration under such Act or applicable state securities laws is available."

Appears in 1 contract

Samples: Warrant Agreement (Xceed Inc)

Issuance of Certificates. Upon the exercise of any Warrants and the Warrantspayment of the Exercise Price (as defined below) therefor, the issuance of certificates for shares Shares of Common Stock Stock, or other securities, properties properties, or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof includingthereof, including without limitation, limitation any tax which (other than a tax in respect of the income or gain of the Holder) that may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereofsuch Holder; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which that may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the such Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares Shares of Common Stock (and/or other securities, property property, or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature then President and Treasurer of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company Company, under its corporate seal reproduced thereon, attested to to, in the case of the Warrant Certificates, by the manual or facsimile signature of the then present Secretary or Assistant Secretary Clerk of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution substitution, or transfer.

Appears in 1 contract

Samples: 'S Warrant Agreement (Brunswick Technologies Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock the Shares, or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of person(s) authorized therefor by the Company's Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfertransfer or in lieu of mutilated, lost, stolen or destroyed Warrant Certificates. Certificates representing the Shares shall be dated as of the Notice Date (regardless of when executed or delivered) and dividend bearing securities so issued shall accrue dividends from the Notice Date.

Appears in 1 contract

Samples: Warrant Agreement (Ronnybrook Farm Dairy Inc)

Issuance of Certificates. Upon the exercise of the Warrants and payment of the Exercise Price therefor, the issuance of certificates for shares of Common Stock and/or Redeemable Warrants or other securities underlying such Warrants, and upon the exercise of the Redeemable Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights securities underlying such Warrants, Redeemable Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business days) days thereafter), without any other charge to the Holder Holder(s) thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder Holder(s) thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder requesting such a transfer and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof such a transfer shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock, the Redeemable Warrants and the other securities for which such Warrant Certificates are exercisable, and the shares of Common Stock (and/or or other securitiessecurities underlying the Redeemable Warrants, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.or

Appears in 1 contract

Samples: Warrant Agreement (Imatec LTD)

Issuance of Certificates. Upon the exercise of the Warrants and/or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Articles 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Beverage Works Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Aviation Group Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties property or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or underlying the Warrants or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Med-Design Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and as in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Financialweb Com Inc)

Issuance of Certificates. Upon the exercise of all or part of the WarrantsOption, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying the Option Shares purchased pursuant to such Warrants, shall be issued forthwith (and in any event such issuance exercise shall be made within five business days) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereofforthwith, and such certificates shall (subject to the provisions of Section 5 3 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and This Option and, upon exercise of the Option, the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) Option Shares shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman those officers required to sign such certificates under applicable law. This Option and, upon exercise of the Board Option, in part or in whole, certificates representing the Warrant Shares shall bear a legend substantially similar to the following. "The securities represented hereby have not been registered under the Securities Act of Directors 1933, as amended (the "Act"), and may not be offered or President sold except (i) pursuant to an effective registration statement under the Act; or Vice President of (ii) upon the delivery by the holder to the Company under its corporate seal reproduced thereonof an opinion of counsel, attested reasonably satisfactory to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of counsel for the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transferstating that an exemption from registration under such Act is available."

Appears in 1 contract

Samples: Ediets Com Inc

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying for which such Warrants, Warrants were exercised shall be issued forthwith made promptly (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company Company, by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the Common Stock issuable upon exercise of the Warrants (and/or other securities, property or rights issuable upon exercise of Warrants) shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price (regardless of when executed).

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (Westbridge Capital Corp)

Issuance of Certificates. Upon the exercise of the WarrantsThe Company shall, certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued forthwith (as promptly as practicable and in any event within five Business Days after receipt of such issuance Form of Election to Purchase, Warrant and payment, execute and deliver or cause to be executed and delivered, in accordance with such Election to Purchase, a certificate or certificates representing the aggregate number of Warrant Shares for which this Warrant is being exercised, subject to Section 2.4 herein. The share certificate or certificates so delivered shall be made within five business days) without charge to the Holder thereof including, without limitation, any tax which in such denominations as may be payable specified in respect of the issuance thereofsuch Election to Purchase, and such certificates shall (subject to the provisions of Section 5 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder or such other name or names as shall be designated in such Election to Purchase. This Warrant shall be deemed to have been exercised and such certificate or certificates shall be deemed to have been issued, and such Holder or any other Person so designated to be named therein shall be deemed for all purposes to have become a Holder of record of shares, as of the date the aforementioned Warrant, Election to Purchase and payment is received by the Company. If this Warrant shall have been exercised only in part, the Company shall not be required to issue shall, at the time of delivery of such certificate or certificates, deliver such certificates unless or until the person or people requesting the issuance thereof shall have paid to the Company Holder a new Warrant evidencing the amount of such tax or it shall be established rights to purchase the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the remaining shares of Common Stock (and/or called for by this Warrant, which new Warrant shall in all other securitiesrespects be identical with this Warrant, property or rights issuable upon exercise or, at the request of the Warrants) Holder specified in such notice, appropriate notation may be made on this Warrant which shall then be returned to the Holder. All Warrants delivered for exercise shall be executed on behalf of the Company cancelled by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Registration Rights Agreement (Rite Aid Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance and delivery of certificates for shares of the Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVERprovided, however, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder such Holder, and the Company shall not be required to issue or deliver such certificates certificates, unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of person(s) authorized therefor by the Company's Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.reproduced

Appears in 1 contract

Samples: 'S Warrant Agreement (Grand Court Lifestyles Inc)

Issuance of Certificates. Upon the exercise of this Warrant, the Warrants, issuance of certificates for shares of Common Stock the Warrant Shares or other securities, properties or rights underlying such Warrantsthis Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section SECTIONS 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Placement Agent and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights Warrant Shares issuable upon exercise of the Warrants) any Placement Agent Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. The Warrant Certificates shall be dated the date of the execution by the Company upon initial issuance, division, exchange, substitution or transfer. The certificates representing the Warrant Shares issuable upon exercise of this Warrant shall be identical in form to those held by the public at large and listed for trading on any national securities exchange or NASDAQ, as the case may be.

Appears in 1 contract

Samples: Warrant Agreement (Victory Entertainment Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five fifteen (15) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Quigley Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five fifteen (15) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVER, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Quigley Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the total number of whole shares of Common Stock or other securities, properties or rights underlying for which such Warrants, Warrants were exercised shall be issued made forthwith (and in any event such issuance shall be made within five business daysdays thereafter) without charge to the Holder thereof including, without limitation, any stock transfer or similar tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company Company, by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to thereon and by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer. Certificates representing the Common Stock issuable upon exercise of the Warrants (and/or other securities, property or rights issuable upon exercise of Warrants) shall be dated the date on which the Company receives the Election to Purchase, Warrant Certificate and payment of the Exercise Price (regardless of when executed).

Appears in 1 contract

Samples: Initial Purchaser's Warrant Agreement (Hybridon Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Placement Agent Warrant Agreement (C-Phone Corp)

Issuance of Certificates. Upon the exercise of the Warrants and/or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Articles 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President Chairman or Vice President Chairman of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Nei Webworld Inc)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the shares of Common Warrant Stock or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Warrant Stock (and/or or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors Directors, or the President or Vice President any executive officer of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Treasurer or Assistant Treasurer or the Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: 'S Warrant Agreement (Source Information Management Co)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriters' Warrants and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriters' Securities or other securities, properties or rights underlying such Underwriters' Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDED, HOWEVERprovided, however, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriters' Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriters' Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. Underwriters' Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, division, transfer or exchange, substitution or transfer.

Appears in 1 contract

Samples: Underwriters' Warrant Agreement (Univec Inc)

Issuance of Certificates. Upon the exercise of the Warrants or the Underlying Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Articles 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President Chief Executive Officer of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.then

Appears in 1 contract

Samples: Representative's Warrant Agreement (Performance Printing Corp)

Issuance of Certificates. Upon the exercise of the Underwriter's Warrants, the issuance of certificates for shares of Common Preferred Stock or and/or other securities, properties or rights underlying such Underwriter's Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Shares (and/or other securities, property or rights issuable upon the exercise of the Underwriter's Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Underwriters Agreement (Awg LTD)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock Warrant Shares or other securities, properties or rights underlying such Warrants, Warrants shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Warrant Shares (and/or other securities, property or rights issuable upon exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. The Warrant Certificates Certificate shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Pharmos Corp)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for shares of Common Stock Ordinary Shares or other securities, properties or rights underlying such Warrants, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock Ordinary Shares (and/or other securities, property or rights issuable upon the exercise of the Warrants) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Agent Warrant Agreement (Nur Macroprinters LTD)

Issuance of Certificates. Upon the exercise of the Warrants, the issuance of certificates for the shares of Common Stock or and/or other securities, properties or rights underlying such Warrants, securities shall be issued made forthwith (and in any event such issuance shall be made within five three (3) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Warrant Certificates and the certificates representing the shares of Common Stock (and/or other securities, property or rights issuable upon exercise of the Warrants) securities shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary of the Company. Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Investment Banking Warrant Agreement (Coventry Industries Corp)

Issuance of Certificates. Upon the exercise of the WarrantsUnderwriter's Warrant and payment of the Purchase Price therefor, the issuance of certificates for shares of Common Stock representing the Underwriter's Securities or other securities, properties or rights underlying such WarrantsUnderwriter's Warrant, shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without further charge to the Holder thereof including, without limitation, any tax which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section Sections 5 and 7 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder Holder, and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Underwriter's Warrant Certificates and the certificates representing the shares of Common Stock (and/or Underwriter's Securities or other securities, property or rights issuable upon exercise of the Warrants(if such property or rights are represented by certificates) shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or Vice President of the Company under its corporate seal reproduced thereonCompany, attested to by the manual or facsimile signature of the then present Secretary or Assistant Secretary or Treasurer or Assistant Treasurer of the Company. The Underwriter's Warrant Certificates shall be dated the date of execution issuance thereof by the Company upon initial issuance, divisiontransfer or exchange. Notwithstanding anything else contained herein, exchange, substitution or transferthe Warrants to be issued shall be exercisable at 165% of the effective initial public offering price of the Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Weststar Environmental Inc)

Issuance of Certificates. Upon the exercise of the Warrants------------------------ Representative's Warrant, the issuance of certificates for shares of Common Stock or other securitiesStock, properties or rights underlying such Warrants, Representative's Warrant shall be issued made forthwith (and in any event such issuance shall be made within five (5) business daysdays thereafter) without charge to the Holder thereof including, without limitation, any tax tax, other than income taxes, which may be payable in respect of the issuance thereof, and such certificates shall (subject to the provisions of Section 5 Sections 7 -------- and 9 hereof) be issued in the name of, or in such names as may be directed by, the Holder thereof; PROVIDEDprovided, HOWEVERhowever, that the Company shall not be required to pay any tax which may be payable in respect to of any transfer involved in the issuance and delivery of any such certificates in a name other than that of the Holder and the Company shall not be required to issue or deliver such certificates unless or until the person or people persons requesting the issuance thereof shall have paid to the Company the amount of such tax or it shall be have established to the satisfaction of the Company that such tax has been paid. The Representative's Warrant Certificates and the certificates representing the shares of Common Stock (and/or or other securities, property or rights issuable issued upon exercise of the Warrants) Representative's Warrant shall be executed on behalf of the Company by the manual or facsimile signature of the then present Chairman or Vice Chairman of the Board of Directors or President or any Vice President of the Company under its corporate seal reproduced thereon, attested to by the manual or facsimile signature of the then present Secretary or any Assistant Secretary of the Company. Representative's Warrant Certificates shall be dated the date of execution by the Company upon initial issuance, division, exchange, substitution or transfer.

Appears in 1 contract

Samples: Warrant Agreement (Mortgage Plus Equity & Loan Holdings Corp)

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